Midco Loan Notes definition

Midco Loan Notes means any loan notes issued at any time on or after the date hereof pursuant to and in accordance with the provisions of the Midco Loan Note Instrument;
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Midco Loan Notes in respect of a Rollover Shareholder, the loan notes in the capital of Midco set out against that Rollover Shareholder’s name in column 3 of schedule 1; Offer Consideration: in respect of a Rollover Shareholder, the loan notes in the capital of Topco set out against the name of that Rollover Shareholder in column 4 of schedule 1;
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Midco Loan Notes means the loan notes constituted by an instrument executed by Midco on the date of this Agreement and issued to the Holders, in the amounts set opposite the Holders' names in column C of Schedule 1
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Examples of Midco Loan Notes in a sentence

  • Each Party shall pay its own costs and expenses in relation to the negotiation, preparation, execution and implementation by it of this agreement, of each document referred to in it and the sale and purchase of the Midco Loan Notes.

  • Each Joint Offeror has agreed to grant Topco an option to call for the sale of the relevant Midco Loan Notes to Topco on the terms of this agreement.

  • Each Rollover Shareholder has agreed to grant Topco an option to call for the sale of the relevant Midco Loan Notes to Topco on the terms of this agreement.

  • B Topco has agreed to grant each Joint Offeror an option to require Topco to buy the relevant Midco Loan Notes from such Joint Offeror on the terms of this agreement.

  • B Topco has agreed to grant each Rollover Shareholder an option to require Topco to buy the relevant Midco Loan Notes from such Rollover Shareholder on the terms of this agreement.

  • The Call Option may not be exercised in respect of Midco Loan Notes if the Put Option has been exercised in respect of such Midco Loan Notes prior to the exercise of the Call Option.

  • Each Joint Offeror hereby waives any pre-emption rights they may have (whether pursuant to the articles of association of Topco or otherwise) in connection with the transfer of the Midco Loan Notes pursuant to the exercise and completion of either Option.

  • Each Rollover Shareholder hereby waives any pre-emption rights they may have (whether pursuant to the articles of association of Topco or otherwise) in connection with the transfer of the Midco Loan Notes pursuant to the exercise and completion of either Option.

  • Where a Rollover Shareholder is required to sell the Midco Loan Notes, it shall do so with full title guarantee, free from all Encumbrances and together with all rights attaching to them to the intent that, from Completion, all rights and advantages accruing to those Midco Loan Notes shall belong to Topco.

  • Option shall create a binding obligation on Topco to buy, and on the relevant Joint Offeror to sell, the Midco Loan Notes set out against such Joint Offeror’s name in column 3 of schedule 1.

Related to Midco Loan Notes

  • Term Loan Notes means the promissory notes of the Borrower (if any) in favor of any of the Term Loan Lenders evidencing the portion of the Term Loan provided by any such Term Loan Lender pursuant to Section 2.2(a), individually or collectively, as appropriate, as such promissory notes may be amended, modified, extended, restated, replaced, or supplemented from time to time.

  • Loan Notes means the loan notes issued pursuant to a Loan Note Instrument;

  • Revolving Loan Notes means with respect to any Borrower the promissory notes of such Borrower in favor of each Lender evidencing the Revolving Loans made to such Borrower and substantially in the form of Exhibit 2.7(a), as such promissory notes may be amended, modified, supplemented or replaced from time to time.

  • Term Loan Note means a promissory note made by the Borrower in favor of a Term Loan Lender evidencing the portion of the Term Loans made by such Term Loan Lender, substantially in the form attached as Exhibit A-3, and any substitutes therefor, and any replacements, restatements, renewals or extension thereof, in whole or in part.

  • Revolving Loan Note means a promissory note in the form of Exhibit B-2, as it may be amended, supplemented or otherwise modified from time to time.